FORM 20-F THOMSON multimedia - Technicolor
FORM 20-F THOMSON multimedia - Technicolor
FORM 20-F THOMSON multimedia - Technicolor
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ITEM 6 — DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES<br />
A — Directors and Senior Management<br />
Board of Directors<br />
Our management is entrusted to a Board of Directors, which has fifteen members, including<br />
thirteen Directors and two Censeurs (non-voting Board members). Members of the Board of<br />
Directors are appointed for five years, except Directors representing the employees and Censeurs,<br />
who are appointed for eighteen months. Members of the Board of Directors must hold at least one<br />
hundred shares and must resign at the age of seventy, except Directors representing the employees<br />
and Censeurs.<br />
Among the thirteen Directors currently on our Board, one has been appointed by the French<br />
State, two have been elected as independent directors, three have been proposed by Thomson S.A.,<br />
each of Alcatel, Carlton, DIRECTV, Microsoft and NEC has appointed one Director, pursuant to their<br />
original investment agreements in our company, and two have been elected by the employees. The<br />
appointment of the two Censeurs will be proposed to the shareholders at the next ordinary general<br />
shareholders’ meeting scheduled to be held on May 3, <strong>20</strong>02. The Board of Directors met nine times<br />
during <strong>20</strong>01.<br />
Board Committees<br />
In March 1999, the Board of Directors formed three advisory committees:<br />
) The Strategy Committee advises the Board of Directors on projects linked to our development<br />
(investments and competitiveness), the development of industrial partnerships and the review<br />
of draft strategic memoranda of understanding. The Strategy Committee met three times<br />
in <strong>20</strong>01.<br />
) The People and Organization Committee examines questions relating to the operation of the<br />
Board of Directors, management compensation, employee shareholding projects and<br />
profit-sharing incentive plans. The People and Organization Committee met three times<br />
in <strong>20</strong>01.<br />
) The Audit Committee supervises the quality of our accounting and financial statements as well<br />
as all control procedures. The Audit Committee met twice in <strong>20</strong>01.<br />
The following table shows the names of the members of the Board of Directors, their main<br />
occupations, the dates of their initial appointment and the expiration dates of their current term.<br />
Initially Other business<br />
Principal Occupation Appointed Term activities outside<br />
Name or Employment to Board Expires Thomson<br />
Directors<br />
Thierry Breton (1)(3) .................... Chairman and CEO, March 1997 <strong>20</strong>04 Chairman, Thomson<br />
Thomson S.A.; Director, AXA,<br />
Bouygues Telecom,<br />
Rhodia, Schneider<br />
Electric S.A., Dexia<br />
and la Poste (the<br />
French Postal Office)<br />
Pierre Cabanes (3) ..................... Chairman, Antée June 1988 <strong>20</strong>04 N/A<br />
S.A.S.<br />
Frank Dangeard (2) .................... Vice Chairman of the March 1999 <strong>20</strong>04 N/A<br />
Board and Senior<br />
Executive Vice<br />
President, Thomson<br />
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